SEC Comment Letter 0000000000-23-008125 to Maiden Holdings, Ltd. (MHLA, MHLD, MHNC) (CIK 0001412100) (MHLA)
Maiden Holdings, Ltd. (MHLA, MHLD, MHNC) (CIK 0001412100)
Date: July 28, 2023 · CIK: 0001412100 · Accession: 0000000000-23-008125
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-34042
Letter
United States securities and exchange commission logo July 28, 2023 Lawrence L. Metz President and Co-Chief Executive Officer Maiden Holdings, Ltd. 94 Pitts Bay Road, 1st Floor Pembroke HM 08, Bermuda Re:Maiden Holdings, Ltd. Definitive Proxy Statement on Schedule 14A Filed March 31, 2023 File No. 001-34042 Dear Lawrence L. Metz: We have limited our review of your most recent definitive proxy statement to those issues we have addressed in our comments. Please respond to these comments by confirming that you will revise your future proxy disclosures in accordance with the topics discussed below. Definitive Proxy Statement on Schedule 14A filed March 31, 2023 Pay Versus Performance Comparison, page 16 1.We note that you have included Net Income Available to Maiden Common Shareholders in column (g) of your pay versus performance table in lieu of Net Income as required by Regulation S-K Item 402(v)(2)(v). Please include net income (loss), as reported in your audited GAAP financial statements, in column (g) for all years covered by the table. Refer to Regulation S-K Compliance and Disclosure Interpretations Questions 128D.08 and 128D.09. 2.In your disclosures about the relationship of compensation actually paid to both total shareholder return and net income, you say that the amounts are "generally aligned" or "not directly aligned" respectively. Given that the all of the measures declined by various percentages over the two year period in the pay versus performance table, it is unclear what meaningful relationships are described by use of the terms "generally aligned" or "not directly aligned." Please ensure that your disclosure includes a clear description of the relationships, as required by Item 402(v)(5). We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
FirstName LastNameLawrence L. Metz Comapany NameMaiden Holdings, Ltd. July 28, 2023 Page 2 FirstName LastName Lawrence L. Metz Maiden Holdings, Ltd. July 28, 2023 Page 2
You may contact Daniel Crawford at 202-551-7767 or Amanda Ravitz at 202-551-3412 if you have questions. Sincerely, Division of Corporation Finance Disclosure Review Program
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United States securities and exchange commission logo
July 28, 2023
Lawrence L. Metz
President and Co-Chief Executive Officer
Maiden Holdings, Ltd.
94 Pitts Bay Road, 1st Floor
Pembroke HM 08, Bermuda
Re:Maiden Holdings, Ltd.
Definitive Proxy Statement on Schedule 14A
Filed March 31, 2023
File No. 001-34042
Dear Lawrence L. Metz:
We have limited our review of your most recent definitive proxy statement to those issues
we have addressed in our comments. Please respond to these comments by confirming that you
will revise your future proxy disclosures in accordance with the topics discussed below.
Definitive Proxy Statement on Schedule 14A filed March 31, 2023
Pay Versus Performance Comparison, page 16
1.We note that you have included Net Income Available to Maiden Common
Shareholders in column (g) of your pay versus performance table in lieu of Net Income as
required by Regulation S-K Item 402(v)(2)(v). Please include net income (loss), as
reported in your audited GAAP financial statements, in column (g) for all years covered
by the table. Refer to Regulation S-K Compliance and Disclosure Interpretations
Questions 128D.08 and 128D.09.
2.In your disclosures about the relationship of compensation actually paid to both total
shareholder return and net income, you say that the amounts are "generally aligned" or
"not directly aligned" respectively. Given that the all of the measures declined by various
percentages over the two year period in the pay versus performance table, it is unclear
what meaningful relationships are described by use of the terms "generally aligned" or
"not directly aligned." Please ensure that your disclosure includes a clear description of
the relationships, as required by Item 402(v)(5).
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameLawrence L. Metz
Comapany NameMaiden Holdings, Ltd.
July 28, 2023 Page 2
FirstName LastName
Lawrence L. Metz
Maiden Holdings, Ltd.
July 28, 2023
Page 2
You may contact Daniel Crawford at 202-551-7767 or Amanda Ravitz at 202-551-3412
if you have questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program